PROCUREMENT & CO. MASTER SERVICE AGREEMENT // CONFIDENTIAL // BINDING EXECUTION DOCUMENT //
This is a legally binding agreement between you and Procurement & Co. Please read the complete agreement below before executing. By submitting the execution form at the bottom of this page, you confirm that you have read and understood all terms in their entirety and that you are duly authorized to bind your organization.
MASTER SERVICE AGREEMENT Governing All Professional Advisory Engagements Effective upon electronic acceptance or commencement of services, whichever occurs first.
PREAMBLE
This Master Service Agreement ("Agreement") is entered into between Procurement & Co., a professional advisory firm registered and operating under the laws of the State of Illinois ("Firm," "we," "us," or "our"), and the individual or entity completing the engagement onboarding process ("Client," "you," or "your"). This Agreement governs all professional services, subscription-based intelligence products, and advisory engagements offered by Procurement & Co., including but not limited to all seventeen (17) service categories presently offered under the Firm's portfolio.
By completing the purchase of any service, submitting a signed intake form, accessing a client portal, or otherwise commencing the receipt of services, the Client acknowledges having read, understood, and agreed to be bound by the terms and conditions set forth herein. No separate signature is required where electronic acceptance is established through the foregoing acts.
SECTION 1 — PARTIES & RELATIONSHIP
1.1 Firm Identity
Procurement & Co. is an elite professional advisory firm specializing in federal procurement strategy, compliance architecture, entity formation, capability positioning, and subscription-based intelligence services. The Firm operates exclusively in a business-to-business (B2B) advisory capacity and is not affiliated with, endorsed by, or acting as an agent of any federal, state, or municipal government agency.
1.2 Independent Contractor Relationship
Nothing in this Agreement shall be construed to create an employment relationship, partnership, joint venture, or agency relationship between the Firm and the Client. The Firm and its personnel operate as independent contractors at all times. The Firm retains sole discretion over the manner, means, and methods by which services are delivered, subject only to the deliverable specifications set forth in the applicable service description.
1.3 Authorized Signatory
The Client represents and warrants that the individual accepting this Agreement is duly authorized to bind the Client entity to these terms. If the Client is a corporation, limited liability company, or other legal entity, the accepting individual represents that they possess the requisite authority to execute binding agreements on behalf of such entity.
SECTION 2 — SCOPE OF SERVICES
2.1 Service Portfolio
Procurement & Co. offers the following categories of professional services, each subject to the terms of this Agreement and the specific service description presented at the time of purchase:
Entity Formation & Identity Services — corporate initiation, federal registry validation, executive identity architecture, and sovereign tier launch programs
Compliance & Certification Services — certification architecture, socio-economic certification suites, governance retainers, and certification continuity programs
Intelligence & Pipeline Services — editorial capability profiling, predictive procurement intelligence, and pipeline architecture
Capital & Financial Services — capital acceleration matrix and quarterly governance review engagements
Proposal & Audit Services — flagship proposal narrative and response engine, sovereign executive audit, and market positioning blueprints
Recurring Intelligence Subscriptions — The Briefing, The Index, and The Syndicate subscription tiers
2.2 Service Descriptions
Each service purchased is governed by the service description displayed at the time of purchase on the Firm's website (procure-ment.com). Service descriptions constitute part of this Agreement by reference and define the specific deliverables, timelines, and scope applicable to each engagement. In the event of conflict between a service description and this Agreement, this Agreement shall control except with respect to specific deliverable specifications.
2.3 Government Registration Services — Disclaimer
The Client acknowledges that all federal, state, and municipal registrations, certifications, and filings facilitated by the Firm are services for which the issuing agencies charge no direct fee to the registrant. The Firm's fees are exclusively for professional advisory assistance, strategic guidance, document preparation, and submission support. The Firm makes no guarantee that any registration, certification, or application will be approved, and approval determinations rest solely with the applicable government agency.
2.4 Scope Limitations
Services rendered under this Agreement do not constitute legal advice, legal representation, financial advice, accounting services, or investment advisory services. The Firm is not a licensed law firm, CPA firm, or registered investment advisor. Clients requiring legal, accounting, or investment guidance are encouraged to consult licensed professionals in the applicable discipline.
SECTION 3 — FEES, PAYMENT & BILLING
3.1 Fee Schedule
All fees are as stated on the Firm's website at the time of purchase. The Firm reserves the right to modify pricing for future engagements with reasonable notice. Price changes do not affect engagements already purchased and in progress.
3.2 Payment Processing
All payments are processed through Stripe, Inc., a third-party payment processor. The Client agrees to Stripe's terms of service in connection with payment processing. The Firm does not store credit card or banking credential information directly.
3.3 One-Time Service Fees
Fees for one-time services are due in full at the time of purchase. Engagement commences upon confirmed receipt of payment and completion of the Client's intake protocol.
3.4 Subscription Fees
Subscription-based services (The Briefing, The Index, and The Syndicate) are billed on a recurring monthly basis via the Client's payment method on file. The first billing cycle commences upon subscription activation. Subsequent billing cycles are automatic and continue until the subscription is cancelled in accordance with Section 5 of this Agreement.
3.5 Quarterly Retainer Fees
Quarterly retainer services (The Capital Acceleration Matrix & Quarterly Governance Review, and The Enterprise Entity Governance & Continuous Compliance Retainer) are billed on a recurring quarterly basis. The first billing cycle commences upon confirmed purchase and intake completion. Subsequent cycles are automatic and continue until cancelled in accordance with Section 5.
3.6 Failed Payments
In the event a scheduled payment fails, the Firm will make reasonable attempts to notify the Client via the email address on file. If payment is not successfully processed within five (5) calendar days of the original billing date, the Firm reserves the right to suspend the Client's access to services and portal until the outstanding balance is resolved. Continued non-payment beyond thirty (30) days may result in termination of the engagement.
SECTION 4 — REFUND POLICY
4.1 One-Time Services — Cancellation Window
For one-time service engagements, the Client may request a full refund within forty-eight (48) hours of the confirmed purchase date, provided that the Firm has not yet commenced substantive work on the engagement. "Commencement of work" includes, but is not limited to, the assignment of personnel, initiation of research or analysis, review of submitted intake materials, or any direct advisory communication specific to the Client's engagement.
4.2 One-Time Services — No Refunds After Commencement
Once substantive work has commenced as defined in Section 4.1, no refunds will be issued for any reason, including but not limited to Client dissatisfaction, change of business direction, failure to complete the intake protocol, or inability to utilize deliverables. The Firm's obligation is to deliver the contracted scope of work, not to guarantee specific business outcomes.
4.3 Subscription Services — No Refunds
Subscription fees are non-refundable. Cancellation of a subscription in accordance with Section 5 stops future billing but does not entitle the Client to a refund of any amounts already charged for the current or prior billing cycles.
4.4 Quarterly Retainer Services — No Refunds
Quarterly retainer fees are non-refundable once the billing cycle has commenced. Cancellation stops future billing but does not entitle the Client to a refund of fees paid for the current quarter.
4.5 Refund Process
Refund requests must be submitted in writing to info@procure-ment.com within the applicable cancellation window. The Firm will process approved refunds within ten (10) business days via the original payment method.
SECTION 5 — SUBSCRIPTION TERMS & CANCELLATION
5.1 Minimum Commitment Period
All subscription-based services (The Briefing, The Index, The Syndicate) and quarterly retainer services require a minimum commitment period of ninety (90) calendar days from the date of initial activation. The Client may not cancel any subscription or retainer engagement during this initial ninety (90) day period.
5.2 Auto-Renewal
Following the expiration of the initial ninety (90) day commitment period, subscriptions and quarterly retainers automatically renew on a month-to-month or quarterly basis (as applicable to the specific service) unless the Client provides written notice of cancellation in accordance with Section 5.3. The Client acknowledges that continued use of the service constitutes acceptance of renewal terms.
5.3 Cancellation Procedure
To cancel a subscription or retainer engagement following the initial ninety (90) day commitment period, the Client must submit a written cancellation request to info@procure-ment.com no later than five (5) business days prior to the next scheduled billing date. Cancellation requests received after this deadline will take effect at the conclusion of the following billing cycle.
5.4 Renewal Reminder Notice
The Firm will send the Client a written renewal reminder notice via email no fewer than fourteen (14) calendar daysprior to the conclusion of the initial ninety (90) day commitment period, and prior to each subsequent renewal period thereafter. This notice will be sent to the email address on file at the time of the reminder. Failure to receive the reminder due to inaccurate contact information provided by the Client, spam filtering, or other factors outside the Firm's control does not relieve the Client of their billing obligations.
5.5 Effect of Cancellation
Upon confirmation of a valid cancellation request, the Client's subscription will remain active through the end of the current paid billing period, after which access will be revoked and the Client's dedicated portal workspace will be archived in accordance with the Firm's data retention procedures. All deliverables produced prior to cancellation remain the Client's property subject to Section 8 of this Agreement.
SECTION 6 — CLIENT OBLIGATIONS
6.1 Accurate Information
The Client agrees to provide complete, accurate, and truthful information throughout the intake process and throughout the engagement. The Firm's ability to deliver services is contingent upon the accuracy of information provided. The Firm is not responsible for errors, delays, or rejection of applications resulting from inaccurate, incomplete, or misleading information provided by the Client.
6.2 Timely Response
The Client agrees to respond to reasonable requests for additional information, document submissions, or approvals within the timeframes specified by the Firm. Delays caused by the Client's failure to respond in a timely manner may extend the engagement timeline without constituting a breach by the Firm.
6.3 Intake Protocol Completion
Certain services require completion of the Firm's secure intake protocol prior to commencement of substantive work. The Client acknowledges that failure to complete the intake protocol within thirty (30) calendar days of purchase may result in delayed service delivery. The Firm shall not be in breach for delays attributable to incomplete intake.
6.4 Lawful Use
The Client agrees to use all services, deliverables, and advisory guidance provided by the Firm exclusively for lawful business purposes. The Client warrants that all information provided to the Firm, and all applications or registrations facilitated by the Firm, are based on truthful representations. The Firm reserves the right to immediately terminate any engagement upon discovery of fraudulent, illegal, or misrepresentative conduct by the Client.
6.5 Confidentiality of Portal Credentials
The Client is solely responsible for maintaining the security and confidentiality of their client portal login credentials. The Client agrees not to share portal access with unauthorized third parties. The Firm shall not be liable for unauthorized access resulting from the Client's failure to maintain credential security.
SECTION 7 — CONFIDENTIALITY & DATA SECURITY
7.1 Client Data Confidentiality
The Firm treats all Client-provided information, including but not limited to entity formation details, financial records, credit authorization data, and government registration information, as strictly confidential. The Firm will not disclose Client information to third parties except as necessary to deliver contracted services, comply with applicable law, or as expressly authorized by the Client.
7.2 Sensitive Data Handling
The Client acknowledges that certain services require the collection of sensitive personal and business information, including authorization for credit pulls, banking relationship verification, and IRS tax history requests. Such information is collected exclusively through the Firm's encrypted post-purchase portal and is never stored in plain text. The Client consents to the collection and processing of such information as necessary to fulfill the contracted services.
7.3 Firm Confidentiality
The Client agrees to maintain the confidentiality of any proprietary methodologies, frameworks, processes, templates, and strategic frameworks disclosed by the Firm in the course of the engagement. The Client shall not reproduce, distribute, sublicense, or disclose the Firm's proprietary work product to third parties without prior written consent from the Firm.
7.4 Data Retention & Offboarding
Upon conclusion of a one-time service engagement, the Client's dedicated portal workspace will be archived five (5) calendar days following delivery of final deliverables. Upon cancellation of a subscription, the Client's portal workspace will be immediately archived and a secure download link containing the Client's submitted documents will be provided via email, valid for five (5) calendar days from the date of cancellation. Following expiration of the download link, the Firm retains archived copies for a period not to exceed twenty-four (24) months, after which all Client data is permanently deleted.
SECTION 8 — INTELLECTUAL PROPERTY & DELIVERABLES
8.1 Deliverable Ownership
Upon receipt of full payment for a completed engagement, the Client owns the final deliverables produced specifically for that engagement, including capability statements, dossiers, audit reports, and market roadmaps. The Client is granted a perpetual, non-exclusive license to use such deliverables for their internal business purposes.
8.2 Firm's Retained Rights
The Firm retains ownership of all underlying methodologies, frameworks, templates, processes, software tools, data models, and analytical approaches used to produce deliverables. The delivery of a finished work product does not transfer ownership of the Firm's underlying intellectual property to the Client.
8.3 Subscription Content
Intelligence content delivered through subscription services (The Briefing, The Index, The Syndicate) is licensed to the Client for internal business use only during the active subscription period. Subscription content may not be redistributed, resold, or published externally without prior written consent from the Firm.
8.4 No Reverse Engineering
The Client agrees not to reverse-engineer, replicate, or attempt to reproduce the Firm's proprietary methodologies, scoring algorithms, pipeline architecture models, or compliance frameworks for the purpose of creating a competing service or product.
SECTION 9 — LIMITATION OF LIABILITY & DISCLAIMERS
9.1 No Guarantee of Outcomes
The Firm makes no warranty, express or implied, that any service, deliverable, or advisory guidance will result in the award of government contracts, approval of certifications, successful capital raises, or any other specific business outcome. Government procurement is inherently competitive and subject to factors entirely outside the Firm's control.
9.2 Limitation of Liability
To the maximum extent permitted by applicable law, the Firm's total aggregate liability to the Client for any claim arising out of or related to this Agreement shall not exceed the total fees paid by the Client to the Firm in the three (3) months immediately preceding the event giving rise to the claim. In no event shall the Firm be liable for indirect, incidental, consequential, special, exemplary, or punitive damages, including but not limited to lost profits, lost contracts, or lost business opportunities.
9.3 Force Majeure
The Firm shall not be liable for any delay or failure in performance resulting from causes beyond its reasonable control, including but not limited to acts of God, government actions, agency system outages, internet disruptions, natural disasters, pandemics, or other force majeure events.
9.4 Government Agency Actions
The Firm expressly disclaims any liability for actions, decisions, delays, or rejections by government agencies including but not limited to SAM.gov, the Defense Logistics Agency (DLA), the Small Business Administration (SBA), the Internal Revenue Service (IRS), and state registrar offices. Agency processing times, policy changes, and internal decisions are outside the Firm's control and do not constitute a breach of this Agreement.
SECTION 10 — DISPUTE RESOLUTION
10.1 Informal Resolution
In the event of a dispute arising out of or relating to this Agreement, the parties agree to first attempt resolution through good faith negotiation. The aggrieved party shall provide written notice of the dispute to the other party, and the parties shall have thirty (30) calendar days to negotiate a resolution before pursuing formal proceedings.
10.2 Governing Law & Venue
This Agreement shall be governed by and construed in accordance with the laws of the State of Illinois, without regard to its conflict of law principles. Any legal proceedings arising from this Agreement shall be brought exclusively in the state or federal courts located in Cook County, Illinois.
10.3 Waiver of Jury Trial
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE PARTIES HEREBY KNOWINGLY AND VOLUNTARILY WAIVE THEIR RESPECTIVE RIGHTS TO A TRIAL BY JURY IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AGREEMENT.
10.4 Attorney's Fees
In the event of litigation arising from this Agreement, the prevailing party shall be entitled to recover reasonable attorney's fees and court costs from the non-prevailing party.
SECTION 11 — GENERAL PROVISIONS
11.1 Entire Agreement
This Agreement, together with the applicable service description(s) presented at the time of purchase, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior negotiations, representations, warranties, and understandings, whether written or oral.
11.2 Amendments
The Firm reserves the right to amend this Agreement at any time. Material changes will be communicated to active Clients via email at least fourteen (14) days prior to taking effect. Continued use of services after the effective date of any amendment constitutes acceptance of the revised terms.
11.3 Severability
If any provision of this Agreement is found to be invalid, illegal, or unenforceable under applicable law, such provision shall be modified to the minimum extent necessary to make it enforceable, and the remaining provisions of this Agreement shall continue in full force and effect.
11.4 No Waiver
The failure of either party to enforce any provision of this Agreement on any occasion shall not constitute a waiver of that party's right to enforce such provision on any future occasion.
11.5 Assignment
The Client may not assign or transfer this Agreement or any rights hereunder without the prior written consent of the Firm. The Firm may assign this Agreement in connection with a merger, acquisition, or sale of substantially all of its assets upon reasonable written notice to the Client.
11.6 Notices
All notices required or permitted under this Agreement shall be delivered in writing via email. Notices to the Firm shall be directed to info@procure-ment.com. Notices to the Client shall be directed to the email address provided during the intake process.
11.7 Electronic Acceptance
This Agreement may be accepted electronically through the Firm's execution form below. Electronic acceptance shall be deemed legally equivalent to a handwritten signature for all purposes under the Illinois Electronic Commerce Security Act (5 ILCS 175) and the federal Electronic Signatures in Global and National Commerce Act (E-SIGN, 15 U.S.C. § 7001 et seq.).
STATUTORY DISCLOSURE
Procurement & Co. is an independent advisory firm and is not affiliated with, endorsed by, or acting as an agent of any federal, state, or municipal government agency. All government registrations, certifications, and filings are available at no direct cost from the issuing agencies. Our fees are exclusively for professional advisory assistance, document preparation, and strategic guidance. Government contract awards are competitive and subject to agency discretion; no outcomes are guaranteed. This document does not constitute legal advice. Clients are encouraged to consult a licensed attorney for legal guidance specific to their circumstances.
MASTER SERVICE AGREEMENT — AUTHORIZATION & EXECUTION PROCUREMENT & CO. // CONFIDENTIAL // BINDING EXECUTION
EXECUTE AGREEMENT — AUTHORIZE ENGAGEMENT
By submitting this form, you acknowledge that this electronic execution is legally binding and enforceable to the same extent as a handwritten signature under applicable federal and Illinois law.